Akebia Therapeutics Sends Letter to Shareholders

Akebia Therapeutics, Inc. (Nasdaq: AKBA) mailed a letter to Akebia
shareholders in connection with the special meeting of Akebia
shareholders (the “Special Meeting”) that has been called to approve
shareholder proposals relating to the previously announced proposed
merger of Akebia and Keryx Biopharmaceuticals.

The Special Meeting will be held at 11:00 a.m. Eastern Time on December
11, 2018, at the offices of Latham & Watkins LLP, which are located at
200 Clarendon Street, Boston, MA 02116. Holders of record of Akebia
common stock as of 5:00 p.m. Eastern Time on October 22, 2018, will be
entitled to vote at the Special Meeting.

The Akebia Board of Directors unanimously recommends that Akebia
shareholders vote “FOR” the proposals relating to the proposed merger
with Keryx.

Dear Fellow Akebia Shareholder:

The Special Meeting to approve our proposed merger with Keryx is
approaching. The Board unanimously believes this combination will
provide substantial strategic, financial and operational benefits to
Akebia, and increase the long-term value of Akebia.

We came to this conclusion following a robust strategic evaluation. This
included considering the advice of our independent financial advisors,
Evercore and J.P. Morgan.

Accordingly, we recommend that shareholders vote today “FOR” the
Akebia proposals set forth in the definitive proxy statement, including “FOR”
the proposal to issue shares of Akebia common stock to Keryx
shareholders in relation to the proposed merger.

Notably, we have talked with numerous shareholders and key opinion
leaders who support the actions we are taking. Importantly, several
independent research analysts are equally supportive1:

“We continue to think the deal makes good strategic sense,
particularly given physician survey feedback that we think portends
well for the Auryxia sales trajectory.” – Piper Jaffray, 08/08/18

“We like the merger from a strategic and financial standpoint over
time. We believe Keryx and Akebia products are complementary and will
provide multiple avenues of value creation for the ‘new’ Akebia.” –
Mizuho, 07/02/18

VOTE “FOR” THE PROPOSALS RELATING TOAKEBIA – KERYX
MERGER TODAY

Your vote is extremely important, no matter how many shares you own.
Please take a moment to vote “FOR” the proposals set forth on the
enclosed proxy card today – by internet, telephone toll-free or by
signing, dating and returning the enclosed proxy card in the
postage-paid envelope provided.

If you have any questions or need assistance voting your shares, please
contact MacKenzie Partners, Inc., our proxy solicitor, by calling
toll-free at (800) 322-2885 (from the U.S. and Canada) or (212) 929-5500
(call collect from other locations) or via email at proxy@mackenziepartners.com.

On behalf of the Akebia Board of Directors, thank you for your continued
support of Akebia.

Sincerely,

Muneer A. SatterChairperson of the Akebia Board of Directors

About Akebia

Akebia Therapeutics, Inc. is a biopharmaceutical company headquartered
in Cambridge, Massachusetts, focused on delivering innovative therapies
to patients with kidney disease through hypoxia-inducible factor
biology. For more information, please visit our website at www.akebia.com,
which does not form a part of this release.

Additional Information and Where to Find It

In connection with the proposed merger, Akebia has filed with the U.S.
Securities and Exchange Commission (the “SEC”) a Registration Statement
on Form S-4, which, as amended, includes a final prospectus with respect
to the shares of Akebia’s common stock to be issued in the proposed
merger and a definitive joint proxy statement of Keryx and Akebia with
respect to the proposed merger. The Registration Statement was declared
effective by the SEC on October 30, 2018, and the definitive joint proxy
statement was mailed or otherwise made available to Keryx’s and Akebia’s
respective stockholders on October 31, 2018. BEFORE MAKING ANY VOTING
DECISION, KERYX’S AND AKEBIA’S RESPECTIVE STOCKHOLDERS ARE URGED TO READ
THE JOINT PROXY STATEMENT/PROSPECTUS IN ITS ENTIRETY AND ANY OTHER
DOCUMENTS FILED BY EACH OF AKEBIA AND KERYX WITH THE SEC IN CONNECTION
WITH THE PROPOSED MERGER OR INCORPORATED BY REFERENCE THEREIN BECAUSE
THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION
AND THE PARTIES TO THE PROPOSED TRANSACTION. Investors and stockholders
can obtain a free copy of the joint proxy statement/prospectus and other
documents containing important information about Akebia and Keryx, once
such documents are filed with the SEC, through the website maintained by
the SEC at www.sec.gov.
Akebia and Keryx make available free of charge at www.akebia.com
(in the “Investors” section) and www.keryx.com
(in the “Investors & Media” section), respectively, copies of materials
they file with, or furnish to, the SEC.

Participants in the Merger Solicitation

Akebia, Keryx and their respective directors, executive officers and
certain employees and other persons may be deemed to be participants in
the solicitation of proxies from the stockholders of Akebia and Keryx in
connection with the proposed merger. Information regarding the interests
of such individuals in the proposed merger, by security holdings or
otherwise, is included in the joint proxy statement/prospectus relating
to the proposed merger that has been filed with the SEC. In addition,
security holders may obtain information regarding the names,
affiliations and interests of Akebia’s directors and officers in
Akebia’s Annual Report on Form 10-K for the fiscal year ended
December 31, 2017, which was filed with the SEC on March 12, 2018, and
its definitive proxy statement for the 2018 annual meeting of
stockholders, which was filed with the SEC on April 30, 2018, and
information regarding the names, affiliations and interests of Keryx’s
directors and officers in Keryx’s Annual Report on Form 10-K for the
fiscal year ended December 31, 2017, which was filed with the SEC on
February 21, 2018, and the Amendment No. 1 on Form 10-K/A, which was
filed with the SEC on April 30, 2018, and its definitive proxy statement
for the 2018 annual meeting of stockholders, which was filed with the
SEC on May 31, 2018. To the extent the holdings of Akebia securities by
Akebia’s directors and executive officers or the holdings of Keryx
securities by Keryx’s directors and executive officers have changed
since the amounts set forth in the joint proxy statement/prospectus,
such changes have been or will be reflected on Statements of Change in
Ownership on Form 4 filed with the SEC. These documents (when available)
may be obtained free of charge from the SEC’s website at www.sec.gov,
Akebia’s website at www.akebia.com
and Keryx’s website at www.keryx.com.

This document does not constitute a solicitation of proxy, an offer to
purchase or a solicitation of an offer to sell any securities.

Forward Looking Statements

This document contains forward-looking statements within the meaning of
the federal securities law. Such statements are based upon current
plans, estimates and expectations that are subject to various risks and
uncertainties. The inclusion of forward-looking statements should not be
regarded as a representation that such plans, estimates and expectations
will be achieved. Words such as “anticipate,” “create,” “expect,”
“project,” “intend,” “believe,” “may,” “will,” “should,” “plan,”
“could,” “target,” “contemplate,” “estimate,” “position,” “predict,”
“potential,” “opportunity” and words and terms of similar substance used
in connection with any discussion of future plans, actions or events
identify forward-looking statements. All statements, other than
historical facts, including statements regarding the ability of the
parties to complete the merger; expectations for the combined company;
the value proposition of the transaction for stockholders; and the
consummation of the merger and the potential benefits of the merger are
forward looking statements. Important factors that could cause actual
results to differ materially from Akebia’s and Keryx’s plans, estimates
or expectations could include, but are not limited to: (i) Akebia or
Keryx may be unable to obtain stockholder approval as required for the
merger; (ii) conditions to the closing of the merger may not be
satisfied; (iii) the merger may involve unexpected costs, liabilities or
delays; (iv) the effect of the announcement of the merger on the ability
of Akebia or Keryx to retain and hire key personnel and maintain
relationships with customers, suppliers and others with whom Akebia or
Keryx does business, or on Akebia’s or Keryx’s operating results and
business generally; (v) Akebia’s or Keryx’s respective businesses may
suffer as a result of uncertainty surrounding the merger and disruption
of management’s attention due to the merger; (vi) the outcome of any
legal proceedings related to the merger; (vii) Akebia or Keryx may be
adversely affected by other economic, business, and/or competitive
factors, including the receipt by Keryx of a notice letters on October
31, 2018, and November 6, 2018, regarding abbreviated new drug
applications submitted to the FDA requesting approval to market, sell
and use a generic version of the Auryxia; (viii) the occurrence of any
event, change or other circumstances that could give rise to the
termination of the merger agreement; (ix) risks that the merger disrupts
current plans and operations and the potential difficulties in employee
retention as a result of the merger; (x) the risk that Akebia or Keryx
may be unable to obtain governmental and regulatory approvals required
for the transaction, or that required governmental and regulatory
approvals may delay the transaction or result in the imposition of
conditions that could reduce the anticipated benefits from the proposed
transaction or cause the parties to abandon the proposed transaction;
(xi) risks that the anticipated benefits of the merger or other
commercial opportunities may otherwise not be fully realized or may take
longer to realize than expected; (xii) the impact of legislative,
regulatory, competitive and technological changes, including the recent
changes to reimbursement coverage for Auryxia that could have a material
adverse effect on Auryxia sales and profitability; (xiii) expectations
for future clinical trials, the timing and potential outcomes of
clinical trials and interactions with regulatory authorities; and
(xiv) other risks to the consummation of the merger, including the risk
that the merger will not be consummated within the expected time period
or at all. Additional factors that may affect the future results of
Akebia and Keryx are set forth in their respective filings with the SEC,
including each of Akebia’s and Keryx’s most recently filed Annual Report
on Form 10-K, subsequent Quarterly Reports on Form 10-Q, Current Reports
on Form 8-K, the definitive joint proxy statement/prospectus filed by
Akebia and Keryx and other filings with the SEC, which are available on
the SEC’s website at www.sec.gov.
See in particular “Risk Factors” in the joint proxy
statement/prospectus, Item 1A of Akebia’s Quarterly Report on
Form 10-Q for the quarter ended September 30, 2018, under the heading
“Risk Factors” and Item 1A of Keryx’s Quarterly Report on Form 10-Q for
the quarter ended September 30, 2018, under the heading “Risk Factors.”
The risks and uncertainties described above and in the definitive joint
proxy statement/prospectus, Akebia’s most recent Quarterly Report on
Form 10-Q and Keryx’s most recent Quarterly Report on Form 10-Q are not
exclusive and further information concerning Akebia and Keryx and their
respective businesses, including factors that potentially could
materially affect their respective businesses, financial condition or
operating results, may emerge from time to time. Readers are urged to
consider these factors carefully in evaluating these forward-looking
statements, and not to place undue reliance on any forward-looking
statements. Readers should also carefully review the risk factors
described in other documents that Akebia and Keryx file from time to
time with the SEC. The forward-looking statements in these materials
speak only as of the date of these materials. Except as required by law,
Akebia and Keryx assume no obligation to update or revise these
forward-looking statements for any reason, even if new information
becomes available in the future.

Editor Details

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